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1. Validity and changes of the GTC:
These General Terms and Conditions (“GTC”) apply in their respective version to all services of Webware and regulate the contractual relationship between the customer and Webware.
Defining Vocabulary
“We,” “us,” or “Webware” are always in reference to Webware Internet Solutions GmbH (Teichstraße 14 – 16, 34130 Kassel, Germany, https://www.webware24.de).
Terms such as “our” are also in reference to properties, services, or features belonging to Webware.
“Services” refers to any applications, software, products, websites, or related services provided by Webware.
“Subscriber” is always a customer of Webware’s services who has provided details and agreed to a contract for one of our services (either paid or unpaid).
“User” means any user of our Services. This includes Subscribers, potential customers of Subscribers, and visitors to our websites who engage with any of our websites’ contents.
The “Invoice Portal” (https://www.invoice-portal.de) is a web platform owned by Webware. The platform provides access to generating, sending and receiving electronic invoices.
Terms and Conditions of our Services will be collectively referred to as the “Terms.”
All information, data, logos, marks, designs, graphics, pictures, sound files, other files, and their selection and arrangement in the Services will collectively, hereafter, be referred to as “Content.”
Who These Terms and Conditions Apply To
By registering for our services and/or using our product(s), including the Invoice Portal – as well as any of the services provided by Webware – you are automatically subject to the terms set out in this document.
You will also be subject to any terms specifically outlined for whichever other Services you use in conjunction with such Services.
*Any individual agreement or special terms that may have been established in your unique case – usually (not necessarily always) when subscribing to our “Enterprise” plan – shall always prevail upon these Terms and Conditions.*
Who Can Use Our Services?
Webware offers its Services only to such Subscribers who qualify as “Entrepreneurs.”
If you qualify as a “Consumer” under applicable consumer protection legislation, you may NOT become a Subscriber to our services.
By using the Services, the Subscribers represent and warrant that they are not consumers. While certain Services are available to Users other than Subscribers, such Users are not customers of Webware and Webware has, accordingly, no liability towards such Users.
By registering as a User and using Invoice Portal services, you accept these Terms completely and unconditionally.
2. Subject of the contract
Webware provides SaaS services in the areas of electronic invoicing, business software and Peppol Access Point.
The exact scope of functions depends on the respective service package chosen by the user: Basic, Standard, Premium, or Enterprise. To understand the detailed scope of functions of the individual packages, please refer to the “Prices” menu. There you will find a comprehensive overview of the different packages and their specific functions.
Non-binding test access
The customer has the opportunity to test the invoice portal for 2 weeks without obligation. During the two weeks, the customer has the option of concluding the contract online or downloading a contract, signing it and returning it by e-mail. If the customer does not conclude the contract during the two weeks, the account is automatically deactivated after two weeks. Cancellation is not required.
If you would like to receive a copy of the contract from us, please contact info@webware24.de.
3. Term and termination
The contract is concluded for an indefinite period, but at least for a period of 12 months.
The contract may be terminated in writing by either party with six weeks’ notice to the end of the respective contract term. If the contract is not terminated on time, the contract term is extended by a further 12 months.
In order for you terminate your use of the Services, you must first pay the fees applicable for the balance of the then current billing period. Webware will not provide a refund if you terminate your use of the Services, even if you terminate your use of the Services with immediate effect during a billing period that has already been paid for.
Webware also reserves the right to terminate an Account or restrict its functionalities without prior notice to the User whenever Webware suspects or confirms that the Account is being used for illegal purposes or in breach of the contract between the User and Webware.
Storage of files
We offer you access to download the files sent and received. In the Basic, Standard, Premium and Enterprise packages, invoices are stored in the system for at least one year, unless otherwise agreed and an archiving option has been ordered.
After one year, depending on the server capacity, we reserve the right to delete invoices and other documents that are older than one year. We are not responsible for archiving your files. We therefore recommend that you download the files and archive them in accordance with the laws applicable in your country.
If the Client wishes its data to be retained beyond the standard retention period of one year, this option must be expressly and separately agreed. The Company reserves the right to set additional fees or conditions for the extended retention of data. Any agreement for an extended retention period must be in writing and signed by both parties.
If you terminate the agreement, the data will be deleted within a reasonable period of time. If you wish your data to be deleted immediately, please let us know by e-mail. Send your request to: support@invoice-portal.de. However, it is accepted that certain data may be stored in backup systems and cannot be deleted immediately. Contractor undertakes to permanently delete the data in the backup systems within three months of the end of the contract, unless legal or regulatory requirements require a longer retention period.
During the term of the contract and upon termination of the contractual relationship, the client has the option of downloading the invoices created or received by it over the last twelve months, unless otherwise agreed when the files are stored. The client is entitled to receive the files created by him, but not the software applications themselves.
4. Registration Data and Account Security
During registration, the data provided by the customer is carefully checked. The aim of the check is to ensure the identity of the customer. We carry out a number of checks such as website, e-mail address. When validating the information, we reserve the right to contact the customer by telephone and ask further questions. We may request additional documents from our customers, such as an extract from the commercial register.
By registering for our services and/or using our products, including the billing portal and all services offered by contractors, you automatically accept the terms and conditions set out in this document.
By registering for the Invoice-Portal, you automatically agree to:
1) Provide accurate, current and complete information. Access codes may not be disclosed to third parties. The Subscriber shall carefully protect all access codes for the use of services of Webware from the knowledge of third parties. (referred to as “Registration Data”);
2) Maintain the security of your own password (we are not liable for this);
3) Maintain and promptly update the Registration Data, as well as any other information you provide to Webware, ensuring that it is accurate, current, and complete;
4) You/your company are solely responsible for all activity on your billing portal account and are therefore liable for all costs incurred through your billing portal account.
Peppol Network
The Contractor acts on behalf of the Principal connected to the Peppol network to facilitate the exchange of Peppol documents between the Principal and other end users. The Customer warrants that the metadata provided to the Supplier is technically correct and valid according to the rules defined for the relevant Peppol dataset type. The Customer shall remain fully responsible for the content of the exchanged datasets, including their compliance with the relevant laws, as well as for any resulting obligations.
The Customer will be blocked from the Peppol network if fraud, spam or other criminal activity by or on behalf of the Customer is detected.
As a member of OpenPeppol AISBL, Webware guarantees that the services provided are reliable, professional and in accordance with applicable law.
We are subject to the Peppol Transport Infrastructure Agreements (TIA), which are available at www.peppol.org and are monitored by KoSIT – the German Peppol authority.
The contact details are:
OpenPeppol AISBL, https://www.peppol.org
Rundspitze Schuman 6, box 5, 1040 Brussels, Belgium
Coordination Office for IT Standards (KoSIT)
Senator for Finance, Department 44 – Coordination Office for IT Standards – KoSIT
(German: Senatorin für Finanzen, Referat 44 – Koordinierungsstelle für IT Standards – KoSIT)
Rudolf-Hilferding-Platz 1, 28195 Bremen, Germany
According to these agreements, users who wish to send or receive documents via the Peppol network must prove their identity.
The Customer is aware that its correct identity will be verified in accordance with the provisions of the Peppol Know Your Customer (KYC) Policy or in the Peppol Interoperability Framework as part of the onboarding of an End User and that the Supplier must provide appropriate evidence of compliance with these obligations. The Client undertakes to support the Contractor in this and to provide appropriate proof of identity upon first request.
5. Fees and Charges
Our current prices and the description of the service packages can be found on the page: https://invoice-portal.de/en/prices/
Terms of payment
You can download the invoice or it will be sent to you by e-mail. Payment must be made within 30 days of receipt of the invoice, stating the bank details. The Contractor shall take all legally necessary measures to ensure the security of confidential information, but cannot accept any responsibility for the reliability of hosting services, Internet intermediaries, your Internet service provider and/or other service providers when entering your data.
The Contractor is authorised to increase the contractually agreed remuneration for the services, add-ons and modules for the first time after expiry of the minimum contract term with a notice period of two months in accordance with the cost development at the Contractor.
The client will be informed of any changes to the service agreement by e-mail at least two months in advance. Should such changes occur, your continued use of the Services after the change will be deemed to be acceptance of the new fees and other changes, which will take effect from the effective date. Any change will not apply to the current billing period, so you are free to cancel the agreement if the new fees and other changes are unacceptable to you.
Purchased services are non-transferable and non-refundable. There will be no refund for unused services, even if you prematurely stop using the services during a billing period that has already been paid for.
Payments
If you have opted for a premium plan, you can pay for your subscription instantly with your card or pay later via bank transfer.
1) Credit card: You will be taken to the payment page. The selected subscription will be activated automatically immediately after payment. The paid invoice will be available for download in the portal.
2) Bank transfer: If you choose this option, you will be able to download the invoice and make payment using the specified bank details. Upon receipt of the proof of payment, we will activate the chosen subscription.
While Webware takes the necessary legal efforts to ensure that all credit card information and other confidential information remains secure, it can assume no reliability of hosting services, internet intermediaries, your internet services provider, and/or other service providers when entering your details.
When you use Invoice-Portal, you accept that Webware is not liable for the security of your credit card information (unless we are guilty of gross negligence or willful misconduct).
6. Place of Processing, Data Hosting
The portal is hosted in state-of-the-art data centre parks of
- Hetzner Online GmbH, Industriestr. 25, 91710 Gunzenhausen, Germany, Nuremberg Data Centre Park, Falkenstein Data Centre Park
- IONOS SE, Elgendorfer Str. 57 56410 Montabaur, Germany
Data Centre Frankfurt a.M., Data Centre Berlin
Multi-redundant network connections to important nodes ensure fast website access. All data centres have redundant power supply, air conditioning and fire protection.
Hetzner Online GmbH and IONOS SE are certified according to DIN ISO27001.
The certificate provides evidence of adequate security management, data security, confidentiality of information and the availability of IT systems. It also confirms that security standards are continuously improved and monitored on an ongoing basis.
Further information:
https://www.hetzner.com/de/unternehmen/rechenzentrum/
https://www.hetzner.com/de/unternehmen/zertifizierung/
https://cloud.ionos.de/rechenzentren
https://www.ionos.de/newsroom/wp-content/uploads/2022/06/44-121-160247-012-IONOS-SE-27001-DE-2022.pdf
7. Intellectual Property, Ownership, Copyright, and Trademarks
The services, all Content, and all software available through our Services — or used to create and operate our Services — is the property of Webware or its licensors. This ownership is protected by German and international copyright laws.
All rights to the Services, such Content, and such software are expressly reserved. All trademarks, registered trademarks, product names, and company names or logos mentioned in the Services are the property of their respective owners.
Therefore, usrs may not use any such Content in any way that is not necessary or implicity in the proper use of Service. That includes, but is not limited to, the reproduction, transformation, or distribution of such content; as well as any act of decompilation or reverse engineering — except for the viewing, reproductions, or editing of documents within the Invoice-Portal — is prohibited.
8. License
The Contractor grants you a limited, revocable, non-exclusive, non-sublicensable licence to access our Services. This licence allows you to view, copy and print portions of the content available to you through the Services.
This licence is subject to these Terms and is specifically subject to the following conditions:
- You may only view, copy and print out such parts of the content for your own use;
- The Client may also use the data for official purposes (tax consultancy, auditors, etc.).
- You may not modify or otherwise derive the Services or the Content or reproduce, distribute or display the Services or the Content except as expressly provided in these Terms;
- You may not remove any copyright, trademark or other proprietary notices placed in the Content;
- You may not use any data mining, robots or similar data gathering or extraction methods;
- You may not use the Services or Content for any purpose other than the intended use.
The Contractor shall not use the data for any other purposes and is in particular not authorised to pass it on to third parties. Extracts, copies or duplicates of data or data carriers may only be produced and used without the Client’s knowledge if this is necessary for the fulfilment of the order or to ensure proper data processing or if there is a legal or other obligation to retain data. Any extracts, copies or duplicates produced shall be securely deleted or destroyed in accordance with data protection regulations by the Contractor immediately after processing or utilisation has been completed.
9. Availability of Services, Disturbance
Webware cannot guarantee uninterrupted or error-free operation or continuous availability of all of its services, particularly as this depends on factors beyond Webware’s control.
Webware reserves the right to make, at any time, changes and updates to the service, its contents, configuration, availability and presentation of information without prejudice to the rights acquired, and to temporarily suspend access for purposes of maintenance or to improve the service.
A malfunction is when server or software does not fulfill the functions. Notifications of support cases are made by e-mail to support@invoice-portal.de.
The customer is obliged to report a recognizable defect or malfunction immediately. Within the scope of what is reasonable, to take measures that enable the determination of the defects, their causes or facilitate and accelerate their elimination.
Webware shall remedy faults, other defects within the scope of what is currently technically, economically, operationally reasonable and possible within a reasonable period of time. If the customer has not agreed on a service level with Webware, fault clearance work shall only be carried out on Mondays to Fridays between 9.00 a.m. and 5.00 p.m. (“service time”) with the exception of public holidays.
Any changes, interruptions or suspensions DO NOT entitle Users to claim direct or indirect damages.
7. Availability of Services, Disturbance
Webware cannot guarantee uninterrupted or error-free operation or continuous availability of all of its services, particularly as this depends on factors beyond Webware’s control.
Webware reserves the right to make, at any time, changes and updates to the service, its contents, configuration, availability and presentation of information without prejudice to the rights acquired, and to temporarily suspend access for purposes of maintenance or to improve the service.
A malfunction is when server or software does not fulfill the functions. Notifications of support cases are made by e-mail to support@invoice-portal.de.
The customer is obliged to report a recognizable defect or malfunction immediately. Within the scope of what is reasonable, to take measures that enable the determination of the defects, their causes or facilitate and accelerate their elimination.
Webware shall remedy faults, other defects within the scope of what is currently technically, economically, operationally reasonable and possible within a reasonable period of time. If the customer has not agreed on a service level with Webware, fault clearance work shall only be carried out on Mondays to Fridays between 9.00 a.m. and 5.00 p.m. (“service time”) with the exception of public holidays.
Any changes, interruptions or suspensions DO NOT entitle Users to claim direct or indirect damages.
8. Liability
8.1. What We Are Liable For
We are only liable to you for losses which you suffer as a direct result of us breaching these Terms.
Our liability to you shall under no circumstances include indirect damage or loss or any business losses that you may incur. This includes, but is not limited to, lost data, lost profits, and business interruptions.
In any event, our liability to you for any breach of these Terms – negligence or other default – shall not exceed the amount of fees paid by you to us during the relevant billing period (which may not exceed twelve months, unless specified in a separate, unique agreement with unique terms and conditions).
8.2. Third-Parties
Our Contents and Services may contain links to third-party websites (Third-Party Sites/Third-Parties) and/or Third-Party Content as a service to customers/users who might be interested in such resources.
You use Third-Party services at your own risk. When you leave our website, our terms and conditions no longer apply – you will then need to refer to the terms and conditions of the Third-Party sites in question, if you feel it necessary/appropriate.
In no case shall Webware be liable for quality, reliability or suitability of the data provided by Users or third-party platforms. Nor will we be liable for the infringement of intellectual property rights, disclosure of trade secrets or personal data and information, violation of privacy or breaches of any civil, criminal or administrative provision that may have been committed by or through such content.
Any dealings you have on Third-Party sites are strictly between you and the Third-Party. Webware is not liable for any such losses or damages incurred by your dealings with the Third-Party.
8.3. Data Entry
Webware assumes no liability for the correctness or completeness of any calculations, tax forms or returns reproduced through the Invoice Portal. This is irrespective of whether any incorrectness is attributable to information input by a Subscriber or to any functions or formulas used in the calculations.
It is always the responsibility of the Subscriber to verify that all calculations and data entries are correct.
8.4. Tax Returns and Legal Compliance
We are not liable for tax and legal compliance of electronic invoices transmitted using the Invoice Portal – this is always the responsibility of the User. Furthermore, we are not responsible for ensuring compliance with retention periods required under commercial and tax law.
9. Data Transfer
9.1. Archiving Files
We provide access to download all sent files. We are not responsible for archiving your files. Therefore it is recommended that you download the files and archive them in accordance with the laws applicable in your country.
9.2. Inactive accounts and data termination
The process of data termination will erase all data belonging to the company (for example, invoices, templates, uploaded files, users, etc).
General rule:
If the account is inactive for three months, the data may be deleted without prior notice. If suspicious activity is detected, data can be deleted instantly.
For users of Premium Packages:
As long as your subscription is valid, your data will not be deleted unless you choose to. After the end of the subscription period and inactivity for three months, your data may be deleted. You will be notified two weeks before the deletion and you will have the option to cancel or agree to the procedure.
10. PEPPOL
As a member of OpenPEPPOL AISBL, Webware guarantees that the services provided will be reliable, professional and in compliance with applicable law.
We are governed by the agreements PEPPOL Transport Infrastructure Agreements (TIA), available at www.peppol.eu and supervised by KoSIT – the German PEPPOL Authority.
Under these agreements, Users who wish to send or receive documents through the PEPPOL network will have to prove their identity.
11. Force Majeure
A shortcoming in the fulfillment of any agreement cannot be enforced against Webware and the third party / parties engaged by Webware in the event of force majeure.
In the context of these General Terms and Conditions, force majeure should in any event (but not exclusively) be understood to mean the following:
Circumstances or events beyond the control and will of Webware – regardless of whether these circumstances or events occurred at the time of signing any agreement or were foreseeable – as a result of which Webware cannot reasonably be held to fulfill its obligations under the Agreement.
These circumstances or events include, but are not limited to:
War; fire; natural disasters; labour disputes; power outages; strikes; epidemics; government regulations and/or similar rules; embargoes; non-compliance (due to bankruptcy or otherwise) by suppliers; subcontractors or any other third party / parties engaged by Webware for the implementation of the agreement; seizures; the unavailability of (the systems of) financial institutions and/or telecommunication services and (attempts at) the unauthorized intrusion into and/or the unauthorized use of the systems; networks and databases that belong to Webware and / or on which Webware depends; as well as all work performed by them unknowingly by others than Webware or third parties engaged by it.
12. Communications
We may provide notices to you by way of email or through the Services — including posting noticing our our website.
13. Applicable Law, Jurisdiction, and Venue
The laws of the Federal Republic of Germany apply, with the exclusion of the provisions of private international law.
The venue of the performance of our services is Kassel. The place of jurisdiction for all disputes arising from this contract, therefore, is Kassel.
Webware nevertheless reserves the right to bring an action against the user at another competent court in the case of misconduct contextual to these terms.
This jurisdiction clause is only valid if the user is a trader, a legal person under public law or a special fund under public law.
Webware may assign any or all of its rights hereunder to any party without your consent. You are not permitted to assign any of your rights or obligations hereunder without the prior written consent of Webware, and any such attempted assignment will be void and unenforceable.
14. Final Provisions
Should individual conditions of these terms of use become completely or partially invalid, this will not affect the validity of the remaining provisions. The completely or partially invalid condition is to be replaced by another condition, whose objective comes as close as possible to the objective of the invalid condition.
By using our Services, you agree to indemnify and hold harmless, Webware Internet Solution GmbH against any reasonable costs, damage, claims, liabilitise and expenses incurred as a result of your breach of these Terms and/or any other terms applicable to the Services.
15. Questions or Comments
If you have questions regarding these Terms, or regarding your use of our Services, please contact us:
Webware Internet Solutions GmbH
Teichstr. 14-16
34130 Kassel
Germany
Phone: +4956156014565
Email: info@invoice-portal.de